DISCLAIMER: Still have nothing to claim.

CHAPTER 2

The trio sat in Kevin's car again in the parking lot of Mr. Smoothie; all three watching as Dominick - surrounded by six girls and several guys - played his guitar, each note ringing clearly in the evening skies. A slight sigh from Gwen broke the silence.

"Six twenty-three, Gwen sighs" Kevin muttered jotting the event on a notepad followed by a slight chuckle. "I don't know…" he started slowly "…is your grandpa sure of this? He doesn't seem all that bad…"

"That's what I told him" Ben shook his head before bringing his hand up to rub the bridge of his nose. "Besides, if Max is his greatest hero, then he should already know about the Plumbers and the Omnitrix. So why are we keeping away from him?"

Another round of silence. All three watched as one of the girls - a cute black haired girl - leaned in giving a quick cheek kiss to Dominick; almost instantly his cheeks flushed a pinkish red as a quivering smile waves across his face. Still he played unphased.

"Guys?" Gwen asked from the back seat "Do the bad guys blush when they get kissed?"

_X_

Ben pushed the door to his room open; made a straight line to his closet while taking off a deep green towel from around his mid section.

"Hey Kevin" his hand touched the knob to the closet door just before he spun around drawing the towel over a place that he wanted to keep hidden. "KEVIN!"

"Sup?"

Ben pointed to the door while using his other arm to keep the towel in place. "Get out of here pervert…" with this Kevin stood and came within breathing distance of the younger whom backed away until his back came into contact with the wall. "Will you get out of here already!"

Kevin huffed; turned and exited the room closing the door behind him; Ben following to make sure the lock engaged. He quickly slipped into a pair of under-shorts and a pair of blue jeans before unlocking the door. Moments ago the brunet emerged from a much needed piping hot shower that rinsed all his stresses away; now everything returned in full force. Almost instantly Kevin came back in - evidently trying to keep from laughing hysterically.

"Ben…" he retorted staring Ben eye to eye "…I did some research on that new kid"

"What'd you find?" the younger asked slipping into a dry clean shirt

"He's one bad, bad, bad kid. Wanted by the Plumbers; the Highbreed are under order to kill him if he's found. Seven-seven has his name at the very top of his 'bingo book'…immediate execution no questions asked" a pause of silence filled the room as Kevin brought his hands to Ben's shoulders "Dude; Max was right, we've got to stay away from him…I…just can't…" his voice broke with the onslaught of tears "…I just can't risk loosing you; you're too important; without you I'd be lost" Kevin broke down bringing Ben into a firm hug, unsure of what to do, Ben slowly tapped Kevin's back.

_X_

Ben walked as fast as possible in the crowded hallway of the school; his main objective was to slip past Dominick without being caught. So far so good…Ben's mind broke into his ears as he neared the class room just a little further…

"Ben, hey Ben, wait up" shit! Slowly Ben turned to find Dominick running as fast as possible to him "Ben, you want to come over after school? There's something really, really cool I want to show you" the boy with the guitar still slung over his shoulder seemed all to anxious about something

"I'm not trying to ditch you or anything, but I've got soccer practice after school so today's not that great. Is tomorrow okay?"

"Yeah, sure, absolutely. Tomorrow is perfect for me if it's not going to interfere with anything you've got going"

"Okay then, I'll see you tomorrow"

"All right then buddy, see you tomorrow after school" with this Dominick darted off leaving Ben with more questions than answers as to what he could possibly want with him.

Dominic glared over the soccer field; with a deep sigh, he turned and left the empty field - his eyes telling of taking an emotional stabbing. Again! he thought to himself why doesn't anyone ever want to be around me? That's it; I tried being nice, now it's time to lay down the law! With this, he slung the guitar around and plucked a low power-chord that waved in every direction.

_X_

Ben roamed the park. Much to his surprise, he were the only one there. Basketball courts; tennis courts; the swings; the slides; even the restrooms; all remained eerily vacant and void of life.

Instantly Ben yelped out as two strong hands gripped between his shoulders and neck "The master wishes your company…" Ben had to find a way to peek behind to find Kevin - blank faced - narrowing his focus.

"Let me go!" Ben yelled as they entered a dimly lit room, before he knew it, Kevin forcefully threw him to his knees as a something in the shadows moved.

"Company, as you wished, sir" Kevin announced taking a step back with Ben forcing his focus on the movement.

"Very good; onto your tasks muscles" a voice pierced the space, with a nod Kevin turned and left. Still aching, Ben cleared his mind until he remembered whom the voice belonged to.

"You lied to me Benjamin Tennyson" Dominick scowled stepping into the light; Ben turned shocked seeing Dominick's eyes glowing bright blue with his hair standing almost on end "You told me you had soccer practice yesterday after school, but when I went there to watch, guess what I found?"

Ben shrugged unsure of how to react. Indeed he was caught in his own lie and he knew it. Instantly it dawned on him the exact reason why Max told him to keep a good distance, that moment he realized the kid was just plain whacko.

"I found NOTHING! You left me staring at nothing but an empty field. Damn it Benjamin, I hoped we were becoming friends…but I guess I was wrong!" Dominick paced back and forth; Ben watched before giving a quick sleuth glance to the Omnitrix.

"Dom, buddy…"

"Don't Dom buddy me Mr. Perfect. You know what I wanted to show you? Do you know what could have been so important that I wanted to show you?" again Ben shrugged "Typical hero's; always so busy saving the world that they don't care about anything else that anybody does"

This isn't working, I have to find a new way Ben thought to himself as Dominick knelt down, a faint trickle of tears gleaming in the low light.

"Okay Dom…Hornet. I'm sorry about lying like that, and putting you in this situation; you've got my attention, what do you want?"

"What do I want? WHAT DO I WANT? I wanted to show you Benjamin. I wanted to be the first one to tell you I was going straight; so I could be like Max Tennyson and you, your cousin Gwen and even Kevin. I wanted you to see what I did, I wanted someone to be proud…of me!" here he leapt up whipping the guitar around with one hand on the fret board and the other ready to pluck the strings "But since nobody want's to, I'll have to make 'em"

"Whoa…wait…hold on for a second…" Ben barked leaping back with his hands at chest height; Dominick glared at him with a suspicious look "Let's take a few minutes, stop and catch our breaths, gather our thoughts, maybe grab a smoothie and we can talk this out. It doesn't have to be like this; we could go back to normal, we could become friends like you want, we could put this whole ugly mess behind us…"

A series of plasma bursts rang out; Ben instinctively ducked and covered as the projectiles whizzed past him. Looking back, he found hundreds of Plumbers lead by Grandpa Max swarming; ahead of him, Dominick dropped to his knees before falling flat against his back.

"Hornet" Ben shouted leaping up and ran directly to the fallen kid.

"He…here Ben…Benjamin" Dominick coughed red while reaching a shaky hand into his pocket "…take this, this is…" another cough "…what I wanted to show you…" his words faded as Ben gently gripped the folded paper.

Seconds turned to hours as Dominick's body fell limp; his last drawn breath was the only sound Ben clearly heard over the thunder of hundreds of pairs of boots clomping to them.

_X_

A gentle knock at the door. Ben turned a low glaring eye as Gwen and Kevin entered into his darkened room - the normally spunky teen with toxic green eyes sat on the corner of his bed as the others hesitantly approached.

The better part of a week had passed; each day that drugged along meant Ben slipped further and further out of sync not only with the world but himself. A lack of sleep was evident by dark almost black bags under his eyes and his normally neatly kept hair now spiked in various directions. Slowly he looked up as Gwen softly put her hands on his shoulders; making eye contact Ben quickly looked down and away.

"Come on Ben. Don't do this to yourself." her tone was soft, almost silent. With this Ben merely sighed.

"I just don't know anymore…" he trailed off shaking his head slowly.

[ to be continued ]

A/N: Okay, folks, before ya'll start your firebombs, I tried making the psycho boy OC Dominick's demise as un-gory and as un-violent as possible...man it sucks having to kill off my own OC...but it makes things interesting for the next chapters. Got-ya interested, hunh?

And...thank you to everybody whom reviewed. Respect to you.